Adaptation to the role transitions and traumatic events of aging requires adequate personal and social resources. The contributions of leisure engagement to social integration in middle years and retirement will be measured and related to life satisfaction. Adequate health and financial resources have been found to be prerequisites of later-life satisfaction. This research will identify the types, contexts, and community provisions of leisure that support and facilitate the social integration required for successful later-life adaptation and development. Coping with sequential work and family role transitions is distinguished from the discontinuous events of family, financial, and health loss. Leisure is defined inclusively as the varied range of activities and relationships that are chosen primarily for satisfactions intrinsic to the experience and, as such, are commonly integral to the development of both selfhood and primary communities. A telephone survey of 400 adults age 40 and over in a Midwest industrial city will measure leisure involvement, life satisfaction, life course situation in relation to work and family, social integration, media use, and social resources. However, the main purpose of the telephone survey will be to provide a stratified sample of 100 for more intensive collaborative interviews that will examine processes of adaptation to change, personal and social resources, and the contribution of leisure to significant social integration and expression of satisfying identities.